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A thorough due diligence process is fundamental to a successful merger and acquisition transaction. A robust due diligence process looks at many topics including the company's financials, operations, sourcing strategies, corporate and organization matters,…
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President of dsm-firmenich NA (“DSM”), Hugh Welsh met Hinckley Allen Partner Patrick A. Rogers on opposite sides of an M&A deal more than a decade ago. They quickly found common ground.“I met Pat when he was my adversary. He represented a busines…
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Selling a business can be a complex and challenging process, requiring careful planning and preparation to maximize value and ensure a smooth and successful transaction. As mergers and acquisitions (M&A) lawyers, we regularly counsel clients on how t…
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Working capital is essential to the operations of every business, making it a critically important component in many M&A transactions. From the buyer’s perspective, the purchase price it offers typically assumes that there will be a normal and suffic…
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Mergers and acquisitions are transformational transactions for business owners. Whether a company is looking to expand by acquiring a competing or complementary business or a business owner is looking to sell and retire, these deals require attention to de…
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Partner, Stephanie J. Baton, explains how earnouts are being used in mergers and acquisitions successfully today. Having experienced counsel represent you during an earnout will help you identify any future pitfalls and mitigate the need for disputes surro…
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On January 8, 2021, the Small Business Administration (“SBA”) issued two Interim Final Rules containing guidance related to the Economic Aid Act signed into law at the end of last year, which provided funds for new first draw Paycheck Protection Progra…
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This alert was updated on December 28, 2020.Late on December 27, 2020, President Trump signed into law a new coronavirus relief bill, which included changes to existing Paycheck Protection Program (“PPP”) loans issued under the CARES Act, and the abili…
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On October 26, 2020, the Small Business Administration (“SBA”) sought approval from the Office of Management and Budget to require Paycheck Protection Program (“PPP”) borrowers who, together with their affiliates, received loans of $2 million or mo…
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On October 2, 2020, the U.S. Small Business Administration (SBA) promulgated SBA Procedural Notice 5000-20057 Paycheck Protection Program Loans and Changes of Ownership, that sets forth new guidance requiring Paycheck Protection Program (“PPP”) borrowe…
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On August 24, the Small Business Administration (“SBA”) released a new Paycheck Protection Program (“PPP”) interim final rule to create a new exception to the owner-employee compensation rule and to clarify whether certain nonpayroll costs are elig…
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On August 4, the Small Business Administration (“SBA”) released a new set of Paycheck Protection Program (“PPP”) FAQs focused exclusively on loan forgiveness. This new set of FAQs follows the updated PPP loan forgiveness applications and instructio…
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With the deadline for businesses to apply for loans under the Small Business Administration’s Paycheck Protection Program (“PPP”) passing on June 30th, Congress voted on Wednesday, July 1st to extend the deadline for submitting PPP loan applications …
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This article was updated on June 24, 2020 to reflect changes to the PPP made by the new Interim Final Rule issued by the SBA on June 22, 2020 (the "June 22 Interim Rule"). A borrower may submit a loan forgiveness application before the end of the borrower…
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Update: On June 5, the President signed the PPPFA into law.Update: On June 3, the PPPFA was passed unanimously by the Senate without amendment. It now goes to President Trump, who has indicated support for the bill’s aims, for signature.On May 28, 2020, …
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On May 22, seven days after releasing the Paycheck Protection Program (“PPP”) loan forgiveness application and instructions, the Small Business Administration (“SBA”) released an Interim Final Rule on Loan Forgiveness (the “Forgiveness Rule”) a…
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On Wednesday, May 13, 2020, the SBA released an Interim Final Rule regarding increased loan amounts for partnerships and seasonal employers. This rule allows lenders to make a second disbursement of loan proceeds to a partnership or seasonal employer that …
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This publication was featured in New England Real Estate Journal on June 16, 2020.On May 15, the Small Business Administration (“SBA”) released the much-awaited Paycheck Protection Program (“PPP”) loan forgiveness application and instructions (“S…
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Update: On Friday, May 15, 2020, the House passed H.R. 6800 (the "HEROES Act" for short) by a vote of 208-199.In a new $3 trillion stimulus bill (H.R. 6800) introduced in the House of Representatives on May 12, House Democrats proposed various measures to …
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On May 13, 2020, the SBA issued additional guidance extending the safe harbor period for PPP borrowers’ to make a determination of their “necessity of the loan” certification in light of the newly issued SBA guidance, from May 14, 2020 to May 18, 2…
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Update: On May 5, 2020, the SBA issued Frequently Asked Question #43 which extended the repayment date for the safe harbor described below to May 14, 2020, and indicated that further SBA Guidance as to how it will review the “necessity of the loan” cer…
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One of the most attractive features of the Small Business Administration’s (“SBA”) Paycheck Protection Program (“PPP”) loans is a borrower’s eligibility for loan forgiveness if loan proceeds are spent appropriately. However, the amount of the l…
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UPDATE – On April 16, 2020, the Small Business Administration (“SBA”) announced it is unable to accept new applications for the Paycheck Protection Program (“PPP”) and Economic Injury Disaster Loan (“EIDL”) COVID-19 program (including emergen…
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This article was originally published on April 3, 2020 and has been updated based on the April 8, 2020 updates to the SBA’s Paycheck Protection Program Loans Frequently Asked Questions (“FAQs”), found here.On April 2, 2020, the Small Business Adminis…
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The SBA has issued guidance on the affiliation rules (the (“Guidance”) applicable to the implementation of the Paycheck Protection Program (“PPP”). For purposes of determining the number of employees of an applicant to the PPP (which requires an ap…
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This afternoon the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), a nearly $2 trillion stimulus package to help address the economic impact of the recent COVID-19 pandemic was signed into law. Included in the CARES Act is a Paycheck …
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